UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2017
or
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
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Commission File Number |
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Exact name of registrants as specified in their charters, address of principal executive offices and registrants’ telephone number |
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I.R.S. Employer Identification Number |
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001-36684 |
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46-5135781 |
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Dominion Energy Midstream Partners, LP
Formerly Known As Dominion Midstream Partners, LP |
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120 Tredegar Street Richmond, Virginia 23219 (804) 819-2000 |
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State or other jurisdiction of incorporation or organization of the registrant: Delaware
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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(Do not check if a smaller reporting company) |
Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The registrant had 67,249,267 common units and 31,972,789 subordinated units outstanding at July 14, 2017.
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Page Number |
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3 |
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PART I. Financial Information |
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Item 1. |
6 |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
28 |
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Item 3. |
38 |
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Item 4. |
38 |
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PART II. Other Information |
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Item 1. |
39 |
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Item 1A. |
39 |
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Item 6. |
40 |
2
The following abbreviations or acronyms used in this Form 10-Q are defined below:
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Abbreviation or Acronym |
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Definition |
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2005 Agreement |
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An agreement effective March 1, 2005, which Cove Point entered into with the Sierra Club and the Maryland Conservation Council, Inc. |
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Additional Return Distributions |
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The additional cash distribution equal to 3.0% of Cove Point’s Modified Net Operating Income in excess of $600 million distributed each year |
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Adjusted EBITDA |
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EBITDA after adjustment for EBITDA attributable to predecessors and a noncontrolling interest in Cove Point held by Dominion Energy subsequent to the Offering, less income from equity method investees, plus distributions from equity method investees |
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AFUDC |
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Allowance for funds used during construction |
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AOCI |
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Accumulated other comprehensive income (loss) |
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CEO |
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Chief Executive Officer |
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CFO |
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Chief Financial Officer |
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Charleston Project |
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Project to provide 80,000 Dths/day of firm transportation service from an existing interconnect with Transco in Spartanburg County, South Carolina to customers in Dillon, Marlboro, Sumter, Charleston, Lexington and Richland counties, South Carolina |
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Columbia to Eastover Project |
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Project to provide 15,800 Dths/day of firm transportation service from an existing interconnect with Southern Natural Gas Company, LLC in Aiken County, South Carolina and provide for a receipt point change of 2,200 Dths/day under an existing contract from an existing interconnect with Transco in Cherokee County, South Carolina for a total 18,000 Dths/day, to a new delivery point for the International Paper Company at its pulp and paper mill known as the Eastover Plant in Richland County, South Carolina |
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Cove Point |
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Dominion Energy Cove Point LNG, LP (formerly known as Dominion Cove Point LNG, LP) |
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Cove Point LNG Facility |
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An LNG import/regasification and storage facility located on the Chesapeake Bay in Lusby, Maryland owned by Cove Point |
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Cove Point Pipeline |
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An approximately 136-mile natural gas pipeline owned by Cove Point that connects the Cove Point LNG Facility to interstate natural gas pipelines |
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CPCN |
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Certificate of Public Convenience and Necessity |
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DECG |
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Dominion Energy Carolina Gas Transmission, LLC (formerly known as Dominion Carolina Gas Transmission, LLC) |
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DECG Acquisition |
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The acquisition of DECG by Dominion Energy Midstream from Dominion Energy on April 1, 2015 |
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DECGS |
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Dominion Energy Carolina Gas Services, Inc. (formerly known as Dominion Carolina Gas Services, Inc.) |
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DEQPS |
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Dominion Energy Questar Pipeline Services, Inc. (formerly known as QPC Services Company) |
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DES |
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Dominion Energy Services, Inc. (formerly known as Dominion Resources Services, Inc.) |
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Dominion Energy |
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The legal entity, Dominion Energy, Inc. (formerly known as Dominion Resources, Inc.), one or more of its consolidated subsidiaries (other than Dominion Energy Midstream GP, LLC (formerly known as Dominion Midstream GP, LLC) and its subsidiaries) or operating segments, or the entirety of Dominion Energy, Inc. and its consolidated subsidiaries |
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Dominion Energy Midstream |
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The legal entity, Dominion Energy Midstream Partners, LP (formerly known as Dominion Midstream Partners, LP), one or more of its consolidated subsidiaries, Cove Point GP Holding Company, LLC, Iroquois GP Holding Company, LLC, DECG and Dominion Energy Questar Pipeline (beginning December 1, 2016), or the entirety of Dominion Energy Midstream Partners, LP and its consolidated subsidiaries |
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3
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Abbreviation or Acronym |
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Definition |
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The legal entity, Dominion Energy Questar Corporation (formerly known as Dominion Questar Corporation), one or more of its consolidated subsidiaries or operating segments, or the entirety of Dominion Energy Questar Corporation and its consolidated subsidiaries |
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Dominion Energy Questar Pipeline |
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Dominion Energy Questar Pipeline, LLC (formerly known as Questar Pipeline, LLC), one or more of its consolidated subsidiaries, or the entirety of Dominion Energy Questar Pipeline, LLC and its consolidated subsidiaries |
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Dominion Energy Questar Pipeline Acquisition |
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The acquisition of Dominion Energy Questar Pipeline by Dominion Energy Midstream from Dominion Energy on December 1, 2016 |
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Dominion Energy Questar Pipeline Contribution Agreement |
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Contribution, Conveyance and Assumption Agreement between Dominion Energy and Dominion Energy Midstream dated October 28, 2016 |
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Dth |
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Dekatherm |
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Eastern Market Access Project |
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Project to provide 294,000 Dths/day of firm transportation service to help meet demand for natural gas for Washington Gas Light Company, a local gas utility serving customers in D.C., Virginia and Maryland, and Mattawoman Energy, LLC for its new electric power generation facility to be built in Maryland |
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EBITDA |
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Earnings before interest and associated charges, income tax expense, depreciation and amortization |
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EPA |
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Environmental Protection Agency |
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FERC |
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Federal Energy Regulatory Commission |
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GAAP |
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U.S. generally accepted accounting principles |
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Gas Infrastructure |
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Gas Infrastructure Group operating segment |
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Hyrum Project |
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Project to provide 100,000 Dths/day of firm transportation service to help meet growing demand for natural gas for Questar Gas Company, an affiliated local gas utility serving customers in Utah, Wyoming and Idaho |
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IDR |
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Incentive distribution right |
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Import Shippers |
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The three LNG import shippers consisting of BP Energy Company, Shell NA LNG, Inc. and Statoil Natural Gas, LLC |
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Iroquois |
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Iroquois Gas Transmission System, L.P. |
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Keys Energy Project |
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Project to provide 107,000 Dths/day of firm transportation service from Cove Point’s interconnect with Transco in Fairfax County, Virginia to Keys Energy Center, LLC’s power generating facility in Prince George’s County, Maryland |
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Liquefaction Project |
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A natural gas export/liquefaction facility currently under construction by Cove Point |
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LNG |
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Liquefied natural gas |
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MD&A |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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MLP |
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Master limited partnership, equivalent to publicly traded partnership |
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Modified Net Operating Income |
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Cove Point’s Net Operating Income plus any interest expense included in the computation of Net Operating Income |
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Net Operating Income |
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Cove Point’s gross revenues from operations minus its interest expense and operating expenses, but excluding depreciation and amortization, as determined for U.S. federal income tax purposes |
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NGA |
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Natural Gas Act of 1938, as amended |
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NYSE |
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New York Stock Exchange |
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Offering |
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The initial public offering of common units of Dominion Energy Midstream |
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4
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Abbreviation or Acronym |
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Definition |
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In the first quarter of 2016, Dominion Energy announced an organizational design initiative that reduced its total workforce during 2016, the goal of which was to streamline its leadership structure and push decision making lower while also improving efficiency |
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Preferred Equity Interest |
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A perpetual, non-convertible preferred equity interest in Cove Point entitled to the Preferred Return Distributions and the Additional Return Distributions |
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Preferred Return Distributions |
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The first $50.0 million of annual cash distributions made by Cove Point |
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Private Placement Agreement |
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Series A Preferred Unit and Common Unit Purchase Agreement between Dominion Energy Midstream and purchasers (certain affiliates of Stonepeak Infrastructure Partners, Magnetar Financial LLC, First Reserve Advisors, L.L.C., Kayne Anderson Capital Advisors, L.P. and Tortoise Capital Advisors, LLC) dated October 27, 2016 |
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SCANA |
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SCANA Corporation |
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SCE&G |
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South Carolina Electric & Gas Company |
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SEC |
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Securities and Exchange Commission |
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Series A Preferred Units |
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Series A convertible preferred units representing limited partner interests in Dominion Energy Midstream, issued in December 2016 |
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St. Charles Transportation Project |
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Project to provide 132,000 Dths/day of firm transportation service from Cove Point’s interconnect with Transco in Fairfax County, Virginia to Competitive Power Venture Maryland, LLC's power generating facility in Charles County, Maryland |
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Storage Customers |
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The four local distribution companies that receive firm peaking services from Cove Point, consisting of: Atlanta Gas Light Company, Public Service Company of North Carolina, Incorporated, Virginia Natural Gas, Inc. and Washington Gas Light Company |
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Transco |
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Transcontinental Gas Pipe Line Company, LLC |
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VIE |
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Variable interest entity |
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White River Hub |
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White River Hub, LLC |
5
DOMINION ENERGY MIDSTREAM PARTNERS, LP
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2017 |
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2016 |
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2017 |
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2016 |
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(millions, except per unit data) |
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Operating Revenue(1) |
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$ |
115.7 |
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$ |
85.6 |
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$ |
245.9 |
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$ |
168.6 |
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Operating Expenses |
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Purchased gas(1) |
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9.8 |
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4.0 |
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22.0 |
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4.9 |
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Other operations and maintenance: |
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Affiliated suppliers |
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16.9 |
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7.0 |
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32.5 |
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16.4 |
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Other |
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21.2 |
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9.1 |
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36.7 |
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19.7 |
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Depreciation and amortization |
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25.4 |
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10.2 |
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50.3 |
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20.2 |
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Other taxes |
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9.2 |
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6.8 |
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18.5 |
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14.1 |
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Total operating expenses |
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82.5 |
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37.1 |
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160.0 |
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75.3 |
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Income from operations |
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33.2 |
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48.5 |
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85.9 |
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93.3 |
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Earnings from equity method investees |
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5.2 |
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3.7 |
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13.2 |
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10.1 |
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Other income |
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1.3 |
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0.9 |
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2.6 |
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1.4 |
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Interest and related charges (benefit)(1) |
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8.1 |
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— |
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15.8 |
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(0.1 |
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Net income including noncontrolling interest and predecessors |
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$ |
31.6 |
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$ |
53.1 |
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$ |
85.9 |
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$ |
104.9 |
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Less: Net income (loss) attributable to noncontrolling interest |
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(10.4 |
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30.6 |
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(8.3 |
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59.3 |
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Net income attributable to partners |
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$ |
42.0 |
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$ |
22.5 |
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$ |
94.2 |
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$ |
45.6 |
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Net income attributable to partners' ownership interest |
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Preferred unitholders' interest in net income |
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$ |
9.5 |
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$ |
— |
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$ |
19.0 |
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$ |
— |
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General partner's interest in net income |
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0.3 |
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0.6 |
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3.0 |
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1.0 |
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Common unitholders' interest in net income |
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21.8 |
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12.9 |
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48.9 |
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26.3 |
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Subordinated unitholder's interest in net income |
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10.4 |
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9.0 |
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23.3 |
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18.3 |
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Net income per limited partner unit (basic) |
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Common units |
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$ |
0.33 |
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$ |
0.28 |
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$ |
0.73 |
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$ |
0.57 |
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Subordinated units |
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0.33 |
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0.28 |
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0.73 |
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0.57 |
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Net income per limited partner unit (diluted) |
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Common units |
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$ |
0.31 |
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$ |
0.28 |
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$ |
0.67 |
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$ |
0.57 |
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Subordinated units |
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0.33 |
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0.28 |
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0.73 |
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0.57 |
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(1) |
See Note 15 for amounts attributable to related parties. |
The accompanying notes are an integral part of Dominion Energy Midstream’s Consolidated Financial Statements.
6
DOMINION ENERGY MIDSTREAM PARTNERS, LP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2017 |
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2016 |
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2017 |
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2016 |
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(millions) |
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Net income including noncontrolling interest and predecessors |
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$ |
31.6 |
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$ |
53.1 |
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$ |
85.9 |
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$ |
104.9 |
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Other comprehensive loss: |
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Net deferred losses on derivatives-hedging activities |
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(1.0 |
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— |
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(1.5 |
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— |
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Amounts reclassified to net income (loss): |
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Net derivative losses-hedging activities |
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0.6 |
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— |
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0.6 |
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— |
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Other comprehensive loss |
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(0.4 |
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— |
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(0.9 |
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— |
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Comprehensive income including noncontrolling interest and predecessors |
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31.2 |
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53.1 |
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85.0 |
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104.9 |
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Comprehensive income (loss) attributable to noncontrolling interests |
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(10.4 |
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30.6 |
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(8.3 |
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59.3 |
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Comprehensive income attributable to partners |
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$ |
41.6 |
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$ |
22.5 |
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$ |
93.3 |
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$ |
45.6 |
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The accompanying notes are an integral part of Dominion Energy Midstream’s Consolidated Financial Statements.
7
DOMINION ENERGY MIDSTREAM PARTNERS, LP
CONSOLIDATED BALANCE SHEETS
(Unaudited)
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June 30, 2017 |
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December 31, 2016(1) |
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(millions) |
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ASSETS |
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Current Assets |
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Cash and cash equivalents |
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$ |
70.5 |
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$ |
39.6 |
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Restricted cash |
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25.0 |
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25.0 |
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Customer and other receivables |
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28.0 |
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45.9 |
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Affiliated receivables |
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13.1 |
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18.3 |
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Prepayments |
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2.2 |
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8.7 |
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Inventories |
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24.2 |
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20.1 |
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Other(2) |
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8.9 |
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13.3 |
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Total current assets |
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171.9 |
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170.9 |
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Investment in Equity Method Affiliates |
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257.0 |
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257.8 |
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Property, Plant and Equipment |
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Property, plant and equipment |
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7,417.4 |
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6,911.4 |
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Accumulated depreciation and amortization |
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(1,071.4 |
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(1,032.0 |
) |
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Total property, plant and equipment, net |
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6,346.0 |
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5,879.4 |
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Deferred Charges and Other Assets |
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Goodwill |
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819.2 |
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819.2 |
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Intangible assets, net |
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35.1 |
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19.4 |
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Other(2) |
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42.5 |
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|
40.2 |
|
|
Total deferred charges and other assets |
|
|
896.8 |
|
|
|
878.8 |
|
|
Total assets |
|
$ |
7,671.7 |
|
|
$ |
7,186.9 |
|
|
(1) |
Dominion Energy Midstream's Consolidated Balance Sheet at December 31, 2016 has been derived from the audited Consolidated Balance Sheet at that date. |
|
(2) |
See Note 15 for amounts attributable to related parties. |
The accompanying notes are an integral part of Dominion Energy Midstream's Consolidated Financial Statements.
8
DOMINION ENERGY MIDSTREAM PARTNERS, LP
CONSOLIDATED BALANCE SHEETS (CONTINUED)
(Unaudited)
|
|
|
June 30, 2017 |
|
|
December 31, 2016(1) |
|
||
|
(millions) |
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY AND PARTNERS' CAPITAL |
|
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
|
Securities due within one year |
|
$ |
250.0 |
|
|
$ |
— |
|
|
Accounts payable |
|
|
20.0 |
|
|
|
21.5 |
|
|
Payables to affiliates |
|
|
10.3 |
|
|
|
9.9 |
|
|
Dominion Energy credit facility borrowings |
|
|
63.0 |
|
|
|
63.2 |
|
|
Other(2) |
|
|
57.0 |
|
|
|
54.6 |
|
|
Total current liabilities |
|
|
400.3 |
|
|
|
149.2 |
|
|
Long-Term Debt |
|
|
480.0 |
|
|
|
729.9 |
|
|
Deferred Credits and Other Liabilities |
|
|
|
|
|
|
|
|
|
Regulatory liabilities |
|
|
131.8 |
|
|
|
129.1 |
|
|
Other(2) |
|
|
76.4 |
|
|
|
78.8 |
|
|
Total deferred credits and other liabilities |
|
|
208.2 |
|
|
|
207.9 |
|
|
Total liabilities |
|
|
1,088.5 |
|
|
|
1,087.0 |
|
|
Commitments and Contingencies (see Note 13) |
|
|
|
|
|
|
|
|
|
Equity and Partners' Capital |
|
|
|
|
|
|
|
|
|
Preferred unitholders - public (18,942,714 units issued and outstanding at June 30, 2017 and December 31, 2016) |
|
|
496.0 |
|
|
|
492.1 |
|
|
Preferred unitholder - Dominion Energy (11,365,628 units issued and outstanding at June 30, 2017 and December 31, 2016) |
|
|
303.6 |
|
|
|
301.2 |
|
|
Common unitholders - public (48,744,639 units issued and outstanding at June 30, 2017; 48,734,195 units issued and outstanding at December 31, 2016) |
|
|
1,091.6 |
|
|
|
1,082.1 |
|
|
Common unitholder - Dominion Energy (18,504,628 units issued and outstanding at June 30, 2017 and December 31, 2016) |
|
|
460.9 |
|
|
|
457.4 |
|
|
Subordinated unitholder - Dominion Energy (31,972,789 units issued and outstanding at June 30, 2017 and December 31, 2016) |
|
|
489.2 |
|
|
|
483.0 |
|
|
General Partner interest - Dominion Energy (non-economic interest) |
|
|
(26.6 |
) |
|
|
(29.2 |
) |
|
Accumulated other comprehensive loss |
|
|
(1.3 |
) |
|
|
(0.4 |
) |
|
Total Dominion Energy Midstream Partners, LP partners' capital |
|
|
2,813.4 |
|
|
|
2,786.2 |
|
|
Noncontrolling interest |
|
|
3,769.8 |
|
|
|
3,313.7 |
|
|
Total equity and partners' capital |
|
|
6,583.2 |
|
|
|
6,099.9 |
|
|
Total liabilities and equity and partners' capital |
|
$ |
7,671.7 |
|
|
$ |
7,186.9 |
|
|
(1) |
Dominion Energy Midstream's Consolidated Balance Sheet at December 31, 2016 has been derived from the audited Consolidated Balance Sheet at that date. |
|
(2) |
See Note 15 for amounts attributable to related parties. |
The accompanying notes are an integral part of Dominion Energy Midstream's Consolidated Financial Statements.
9
DOMINION ENERGY MIDSTREAM PARTNERS, LP
CONSOLIDATED STATEMENT OF EQUITY AND PARTNERS' CAPITAL
(Unaudited)
|
|
|
Partnership |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
|
|
|
Preferred Unitholders Public |
|
|
Preferred Unitholder Dominion Energy |
|
|
Common Unitholders Public |
|
|
Common Unitholder Dominion Energy |
|
|
Subordinated Unitholder Dominion Energy |
|
|
General Partner Dominion Energy (non- economic interest) |
|
|
AOCI |
|
|
Total Dominion Energy Midstream Partners, LP Partners' Equity and Capital |
|
|
Noncontrolling interest |
|
|
Total Equity and Partners' Capital |
|
||||||||||
|
(millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2015 |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
600.8 |
|
|
$ |
438.8 |
|
|
$ |
475.4 |
|
|
$ |
(12.4 |
) |
|
$ |
— |
|
|
$ |
1,502.6 |
|
|
$ |
2,138.4 |
|
|
$ |
3,641.0 |
|
|
Net income including noncontrolling interest and predecessors |
|
|
— |
|
|
|
— |
|
|
|
15.8 |
|
|
|
10.5 |
|
|
|
18.3 |
|
|
|
1.0 |
|
|
|
— |
|
|
|
45.6 |
|
|
|
59.3 |
|
|
|
104.9 |
|
|
Equity contributions from Dominion Energy |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
0.1 |
|
|
|
538.6 |
|
|
|
538.7 |
|
|
Purchase of common units by Dominion Energy |
|
|
— |
|
|
|
— |
|
|
|
(10.6 |
) |
|
|
10.6 |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Distributions |
|
|
— |
|
|
|
— |
|
|
|
(12.1 |
) |
|
|
(8.0 |
) |
|
|
(13.9 |
) |
|
|
(0.6 |
) |
|
|
— |
|
|
|
(34.6 |
) |
|
|
— |
|
|
|
(34.6 |
) |
|
Unit awards (net of unearned compensation) |
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
0.1 |
|
|
Other |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.5 |
|
|
|
0.5 |
|
|
June 30, 2016 |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
594.0 |
|
|
$ |
451.9 |
|
|
$ |
479.8 |
|
|
$ |
(11.9 |
) |
|
$ |
— |
|
|
$ |
1,513.8 |
|
|
$ |
2,736.8 |
|
|
$ |
4,250.6 |
|
|
December 31, 2016 |
|
$ |
492.1 |
|
|
$ |
301.2 |
|
|
$ |
1,082.1 |
|
|
$ |
457.4 |
|
|
$ |
483.0 |
|
|
$ |
(29.2 |
) |
|
$ |
(0.4 |
) |
|
$ |
2,786.2 |
|
|
$ |
3,313.7 |
|
|
$ |
6,099.9 |
|
|
Net income (loss) including noncontrolling interest and predecessors |
|
|
11.9 |
|
|
|
7.1 |
|
|
|
35.5 |
|
|
|
13.4 |
|
|
|
23.3 |
|
|
|
3.0 |
|
|
|
— |
|
|
|
94.2 |
|
|
|
(8.3 |
) |
|
|
85.9 |
|
|
Equity contributions from Dominion Energy |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4.2 |
|
|
|
— |
|
|
|
4.2 |
|
|
|
463.6 |
|
|
|
467.8 |
|
|
Distributions |
|
|
(8.0 |
) |
|
|
(4.7 |
) |
|
|
(26.0 |
) |
|
|
(9.9 |
) |
|
|
(17.1 |
) |
|
|
(4.6 |
) |
|
|
— |
|
|
|
(70.3 |
) |
|
|
— |
|
|
|
(70.3 |
) |
|
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.9 |
) |
|
|
(0.9 |
) |
|
|
— |
|
|
|
(0.9 |
) |
|
Unit awards (net of unearned compensation) |
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
|
0.1 |
|
|
Other |
|
|
— |
|
|
|
— |
|
|
|
(0.1 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.1 |
) |
|
|
0.8 |
|
|
|
0.7 |
|
|
June 30, 2017 |
|
$ |
496.0 |
|
|
$ |
303.6 |
|
|
$ |
1,091.6 |
|
|
$ |
460.9 |
|
|
$ |
489.2 |
|
|
$ |
(26.6 |
) |
|
$ |
(1.3 |
) |
|
$ |
2,813.4 |
|
|
$ |
3,769.8 |
|
|
$ |
6,583.2 |
|
The accompanying notes are an integral part of Dominion Energy Midstream's Consolidated Financial Statements.
10
DOMINION ENERGY MIDSTREAM PARTNERS, LP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
Six Months Ended June 30, |
|
2017 |
|
|
2016 |
|
||
|
(millions) |
|
|
|
|
|
|
|
|
|
Operating Activities |
|
|
|
|
|
|
|
|
|
Net income including noncontrolling interest and predecessors |
|
$ |
85.9 |
|
|
$ |
104.9 |
|
|
Adjustments to reconcile net income including noncontrolling interest and predecessors to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
50.3 |
|
|
|
20.2 |
|
|
Other adjustments to income, net |
|
|
2.3 |
|
|
|
0.3 |
|
|
Changes in: |
|
|
|
|
|
|
|
|
|
Customer and other receivables |
|
|
17.9 |
|
|
|
(1.5 |
) |
|
Affiliated receivables |
|
|
5.2 |
|
|
|
— |
|
|
Prepayments |
|
|
6.5 |
|
|
|
9.5 |
|
|
Accounts payable |
|
|
5.0 |
|
|
|
0.4 |
|
|
Payables to affiliates |
|
|
0.4 |
|
|
|
(0.8 |
) |
|
Accrued interest, payroll and taxes |
|
|
(0.6 |
) |
|
|
(1.6 |
) |
|
Other operating assets and liabilities |
|
|
2.1 |
|
|
|
(1.0 |
) |
|
Net cash provided by operating activities |
|
|
175.0 |
|
|
|
130.4 |
|
|
Investing Activities |
|
|
|
|
|
|
|
|
|
Plant construction and other property additions |
|
|
(536.2 |
) |
|
|
(653.6 |
) |
|
Other |
|
|
(0.9 |
) |
|
|
(0.6 |
) |
|
Net cash used in investing activities |
|
|
(537.1 |
) |
|
|
(654.2 |
) |
|
Financing Activities |
|
|
|
|
|
|
|
|
|
Dominion Energy credit facility borrowings (repayments), net |
|
|
(0.2 |
) |
|
|
9.0 |
|
|
Contributions from Dominion Energy |
|
|
463.6 |
|
|
|||